A micro-electro-mechanical system (MEMS) sensor, such as a MEMS accelerometer, consists of a mass, such as silicon, suspended by springy flexures, along with some form of pickoff and feedback mechanism. The mass/suspension system deflects either in the plane or out-of-plane in response to an acceleration. Pickoff mechanisms, which measure this deflection, often use capacitive pickoff. In-plane deflection is typically measured using comb structures. Out-of-plane motion is typically measured using capacitive sense plates positioned below and/or above the proof mass. Typical in-plane sensors have an advantage over such out-of-plane sensors in that the in-plane comb pickoff is approximately linear with deflection (and therefore to acceleration). However, capacitive plate pickoffs, in contrast, are proportional to 1/deflection and, therefore, are nonlinear.